It was my best friends 18th birthday and I was over for dinner. It was the end of July so I was home from college and we had been hanging out a lot. I had known him since I was twelve and we had been best friends since we were 13. His birthday was less than a month after mine, so I had just turned 18 and I was still a virgin.

His dad was out of town working on some construction project so it was just my friend, his three brothers, his three sisters, his mom and I. Around seven o'clock, she made a delicious dinner of tri-tip and then had cake. I was going to spend the night and then the next day we were going to go see a Giants game. After dinner and cake and a while of talking, she went up to put the kids to bed. As she walked up the stairs, I noticed for what had to be the millionth time, since I had first seen her, the way her tight rear shook as she went up the stairs.

After she left, I leaned over on the couch to my friend and whispered, "Damn, your mom is hot." He swung at me playfully and I leaned against the side of the couch and kicked my feet up as we switched the TV to ESPN. Now it was around nine-thirty and I said I was going to go up and change into more comfortable clothes. He threw a pillow at me and said something about not doing his mom and we both laughed.

Once I got upstairs, I had to pass his mom's room to get to his room where I had my stuff. I looked in and saw her lying on her bed and rubbing herself and moaning. She had to be forty or so, but god she was hot. I stepped back and peaked around the corner to watch. She was coming and moaning. I felt my cock getting rock solid and as I passed, she saw me adjust myself. She blushed, knowing I had seen her, then told me to come in. I did, feeling a little uncomfortable, but hey, I had been fantasizing about her for years.

She had pulled some covers over her nude lower half and said, "I'm sorry, I thought you would be downstairs with Adam. But since you're here, can I ask you something? Did that make you horny, seeing me masturbating?" I nodded, "Yeah, can I be totally honest with you?" She nodded. "I have been fantasizing about you for years and seeing that was like a dream come true." She laughed, "I thought so, I saw you looking at my ass, but that's fine. I have dreamed about you before too, would you mind coming here?" I did and sat down beside her.

My hand ran under the covers to her thigh, and when I looked at her face, she nodded so I slid it further. It touched her already drenched pussy and she whimpered. I pulled my hand away and walked over to shut the door. Then I came back and pulled the covers off of her. I grabbed the bottom of her skin-tight shirt and slowly pulled it up as I massaged her clit. Once her shirt was off, she reached over and pulled mine off. Then she pushed me onto my back and slowly unzipped my shorts. Once they were off, she pulled down my boxer shorts and gasped as she saw my eight-inch cock standing erect.

She reached over and held it, then whispered, "Fuck me, fuck me hard." I pushed her onto her back and she spread her legs. As I slid my cock into her soaking wet pussy, she stiffened and I let out a low moan. I started pumping harder and harder. I cupped her breasts in my hands and rubbed and sucked and kissed and thrust, it all blurred together. After we had been screwing for close to five minutes, my friend walked by and saw us. He closed his eyes and yelled, "Oh my God! My friend is fucking my god damn mom! I smiled and so did she, he just walked by. I knew I was going to cum soon, and she whispered, "Cum in my mouth, I want to taste your hot cum." I pounded her cunt as hard as I could for a few more second and then slid my dick into her ruby-red lips.

She started to suck and I rubbed her clit and her tits and then I came. I had masturbated before but this was so much better. Waves of pleasure surged through my body and she arched her back and moaned, white cum dripping all over her face.

Afterwards, we lay in bed and just snuggled, I kissed her passionately and we lay there making out for a good fifteen minutes. Then my friend came in again and pulled me away, "Break it up, come on." We walked downstairs and once we were in front of the TV, he whispered, "So, how was it?" I chuckled and said, "Why don't you go find out yourself.

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